UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) August 30, 2021

BED BATH & BEYOND INC.
(Exact name of registrant as specified in its charter)

New York
0-20214
11-2250488
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

650 Liberty Avenue, Union, New Jersey 07083
(Address of principal executive offices) (Zip Code)

(908) 688-0888
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
 
Trading
Symbol
 
Name of each exchange
on which registered
Common stock, $.01 par value
 
BBBY
 
The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective as of the close of business on August 30, 2021, Cindy Davis ceased to serve as Chief Brand Officer of Bed Bath & Beyond Inc. (the “Company”) and President of Decorist. In connection with her separation from the Company, Ms. Davis will be eligible for separation payments and benefits provided upon a termination of employment without “cause” pursuant to her employment agreement and outstanding time- and performance-based restricted stock unit award agreements. Following her separation, Ms. Davis will continue to be subject to certain restrictive covenants, including non-competition and non-solicitation covenants. Effective August 31, 2021, Rafeh Masood, the Company’s current Chief Digital Officer, will also serve as the Company’s interim Chief Brand Officer.

A copy of the Company’s press release announcing Ms. Davis’ departure described above is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits
(d)    Exhibits:

Exhibit No.
 
Description



 
     
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
BED BATH & BEYOND INC.
 
(Registrant)
   
Date: August 30, 2021
By:
/s/ Gustavo Arnal
   
Gustavo Arnal
   
Chief Financial Officer and Treasurer
     
   
(Principal Financial and Accounting Officer)


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